Healthcare AI Acquisition takes $30,502.20 no-interest loan

Healthcare AI Acquisition Corp. entered into a new short-term funding arrangement tied to its pending merger.

Accepted by SEC EDGAR 08/20/2025 - 06:12 AM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Healthcare AI Acquisition Corp. entered into a new short-term funding arrangement tied to its pending merger. On August 19, 2025, the company issued an unsecured promissory note to Leading Group Limited for a loan of $30,502.20 to provide working capital. The note carries no interest, which limits the cost of this additional financing.

The loan becomes due in cash when the previously agreed Business Combination with Leading Partners Limited and Leading Group closes, or upon a liquidation of the company. This links repayment directly to the outcome of the transaction process while supplying modest near-term liquidity.

8-K Event Classification

2 items: 2.03, 9.01

2 items

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Healthcare AI Acquisition Corp. (HAIAU) disclose in this 8-K?

The company disclosed that on August 19, 2025, it issued an unsecured promissory note to Leading Group Limited for a working capital loan of $30,502.20.

Who is providing the $30,502.20 loan to Healthcare AI Acquisition Corp.?

The lender is Leading Group Limited, a Cayman Islands exempted company with limited liability that is also involved in the companys planned Business Combination.

What are the key terms of Healthcare AI Acquisition Corp.s new promissory note?

The note is unsecured, does not bear interest, and the principal amount of $30,502.20 is payable in cash at the closing of the Business Combination or upon a liquidation.

How is this promissory note related to Healthcare AI Acquisition Corp.s Business Combination?

The note matures upon the closing of the Business Combination among Healthcare AI Acquisition Corp., Leading Partners Limited, and Leading Group, making repayment contingent on the deals completion or a liquidation event.

What happens to the $30,502.20 note if Healthcare AI Acquisition Corp. is liquidated?

In the event of a liquidation, all amounts due under the promissory note, including the $30,502.20 principal, must be repaid in cash.

Does the Healthcare AI Acquisition Corp. promissory note carry any interest?

No. The disclosed promissory note does not bear interest; only the $30,502.20 principal amount is payable in cash at maturity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 19, 2025

HEALTHCARE AI ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

Cayman Islands		001-41145		98-1585450
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

418 Broadway #6434

Albany NY 12207

(Address of principal executive offices, including zip code)

(917) 446-0469

Registrant’s telephone number, including area code: 

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

	☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
	☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: NONE

Securities registered pursuant to Section 12(g) of the Act:

Title of each class		Trading Symbol(s)
Units, each consisting of one Class A Ordinary Share and one-half of one Redeemable Warrant		HAIUF
Class A Ordinary Share, par value $0.0001 per share		HAIAF
Warrant, each whole warrant exercisable for one Class A Ordinary Share for $11.50 per share		HAIWF

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On August 19, 2025, Healthcare AI Acquisition Corp. (the “Company”) issued an unsecured promissory note (the “Note”) to Leading Group Limited, a Cayman Islands exempted company with limited liability (“Leading Group”), for a loan to the Company in an amount of $30,502.20 for working capital purposes.  As previously reported on August 15, 2024, the Company entered into a business combination agreement with Leading Partners Limited, a Cayman Islands exempted company with limited liability, and Leading Group for purposes of completing a business combination (“Business Combination”). The Note does not bear interest and matures upon the closing of the Business Combination, payable in cash. In the event of a liquidation, all amounts due under the Note shall be repaid in cash.  

The foregoing description of the Note is qualified in its entirety by reference to the full text of the Note, a copy of which is filed with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits:

Exhibit		Description
10.1		Promissory Note dated August 19, 2025
104		Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HEALTHCARE AI ACQUISITION CORP.
Dated: August 20, 2025	By:	/s/ Jiande Chen
		Name: Jiande Chen
		Title: Chief Executive Officer

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